GATINEAU, Quebec and TORONTO, Oct. 14, 2021 (GLOBE NEWSWIRE) – Converge Technology Solutions Corp. “Converge” or the “Company”) (TSX: CTS) (FSE: 0ZB) (OTCQX: CTSDF) is pleased to announce that Portage CyberTech Inc. (“Portage CyberTech”), its new cloud-based software entity (also known as SaaS) focused on cybersecurity, closed a non-middleman private placement. In connection with the Private Placement, Portage CyberTech issued 43,750,000 common shares at a price of $ 0.80 per common share for gross proceeds to Portage of $ 35 million (the “Private Placement”). Following the closing of the Private Placement, Converge owns approximately 53% of the issued shares of Portage CyberTech, based on a valuation of $ 75 million following the Private Placement.
Portage CyberTech is a new cybersecurity-focused SaaS entity that combines 100% of Converge’s Becker-Carroll and Vivvo business units. Portage CyberTech enables governments and businesses to offer digital services securely to their citizens or customers and also to better protect identities and the sharing of private data. Portage CyberTech’s products make it possible to deploy a more expansive digital service offering, standardize data sharing, reduce costs and simplify the end customer experience with exceptionally fast service times.
The creation of Portage stems from Converge’s strategy of unlocking and increasing shareholder value in high growth markets. Converge recognizes that SaaS companies meet distinct research and development and marketing economic imperatives, and Portage intends to conduct a liquidity event (including a public listing of Portage CyberTech shares) for all shareholders as it ramps up its actions to respond adequately to the needs of this expanding market. A business-to-business partnership agreement between Converge and Portage CyberTech will support agreements with our international customers in a range of hosting services, including 24-7 support. This will allow our customers to benefit from Converge’s highly effective cross-selling and go-to-market strategies. Portage CyberTech intends to use the net profits from the Private Placement to make acquisitions or to achieve certain general corporate objectives. Don Cuthbertson has been appointed CEO of Portage CyberTech.
Shaun Maine and Don Cuthbertson, CEO and CTO of Converge respectively, have subscribed to common shares for Portage CyberTech under the terms of the Private Placement. Such transactions should be considered “related party transactions” under Multilateral Instrument 61-101 – Protection measures for minority holders during specific transactions of the Autorité des marchés financiers (“MI 61-101”). Such transactions are not subject to the formal valuation and holder approval requirements of MI 61-101 under sections 5.5 (a) and 5.7 (a) of MI 61-101, respectively.
Converge Technology Solutions Corp. is a software-enabled IT and Cloud solutions provider focused on providing industry-leading solutions and services. Converge’s regional sales and service organizations provide advanced analytics, cloud, and cybersecurity offerings to customers in a variety of industries. The company supports these solutions with managed service, digital infrastructure and talent expertise offerings across all of the market’s major IT vendors. This multi-faceted approach enables Converge to meet the unique business and technology requirements of all clients in the public and private sectors. For more information, please visit the website: convergetp.com.
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Converge Technology Solutions Corp.
This press release contains certain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of Canadian securities laws applicable to Converge and its business. Any statement involving discussions relating to forecasts, expectations, beliefs, plans, projections, objectives, assumptions, events or future performance (often, but not always, using expressions such as “expects to “,” Does not expect “,” is expected “,” anticipates “or” does not anticipate “,” plans “,” budget “,” planned “,” plans “,” estimates “,” believes ”or“ intends ”or variations of these words and expressions, or indicating that certain actions, events or results“ may ”or“ could ”, or“ may ”occur or be achieved) are not not statements of historical fact and may be forward-looking statements. Forward-looking statements are necessarily based on various estimates and assumptions which, while believed to be reasonable by management, are inherently contingent on significant known and unknown contingencies and uncertainties, and on numerous factors that could cause them to differ materially. actual results and those which are explicitly or implicitly mentioned in these forward-looking statements. These forward-looking statements include (but are not limited to) the unlocking of shareholder value, the expectation of a liquidity event for the shareholders of Portage CyberTech, the benefits of the partnership between Portage CyberTech and Converge, the intended use of the proceeds. net of the Private Placement, the execution of Portage CyberTech’s growth strategy and finally, the timing of the acquisitions and their completion. Unless required by law, Converge assumes no obligation to update them if these beliefs, opinions and estimates or if other circumstances change. Readers should not place undue reliance on forward-looking statements. For a detailed description of the risks and uncertainties facing the Company and its business and affairs, readers are referred to the Company’s Annual Information Form, available on SEDAR under the Company’s profile at www.sedar. com, and the consolidated financial statements of the Company for the years ended December 31, 2020 and 2019, as well as the corresponding management report for the additional risk factors described under the section “Risks and uncertainties”.